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Buying or selling a business is the biggest deal you'll make. Get the legal side right.
We represent buyers and sellers of small and mid-size businesses through every
phase of the transaction — from initial LOI through closing and post-closing
obligations. Whether it's an asset purchase, equity deal, or membership interest
transfer, we structure transactions that protect your interests and actually get to
the finish line.
BUY-SIDE
Acquiring a Business
Whether you're buying your first business or adding to a portfolio, we handle the legal due diligence, deal structuring, and documentation to make sure what you're buying is actually what you think it is — and that the terms protect you after the ink dries.
Letters of intent & term sheets
Legal & regulatory due diligence
Asset vs. equity purchase structuring
Purchase agreement drafting & negotiation
Membership interest transfers
Escrow & earnout arrangements
Lease assignments & real estate transfers
Regulatory & license transfer approvals
Employment & non-compete agreements
Post-closing transition support
SELL-SIDE
Selling Your Business
Selling a business you've built is a high-stakes moment. We help sellers prepare for the transaction, negotiate from a position of strength, and close on terms that reflect the real value of what they've created — while minimizing post-closing exposure.
Sale preparation & legal readiness review
Business valuation support
Deal structuring & tax considerations
Purchase agreement review & negotiation
Disclosure schedules & representations
Non-compete & transition agreements
Regulatory & license transfer coordination
Escrow & holdback negotiation
Seller financing documentation
Post-closing obligation management
THE DEAL LIFECYCLE
From first conversation to final closing — here's how we move a deal forward.
01
LOI & Term Sheet
We draft or review the letter of intent to make sure the key business terms — price, structure, contingencies — are locked in before the heavy legal work begins.
02
Due Diligence
We dig into the legal, regulatory, and contractual details of the target business — identifying risks, liabilities, and deal-breakers before you're committed.
03
Deal Structuring
Asset purchase or equity deal? Staged payments or lump sum? Earnouts? We structure the transaction to optimize your position from a legal, tax, and regulatory standpoint.
04
Documentation
We draft and negotiate the purchase agreement, ancillary documents, disclosure schedules, and all supporting paperwork — leaving nothing to chance.
05
Closing & Beyond
We coordinate the closing, ensure all conditions are satisfied, manage escrow and regulatory approvals, and stay involved through any post-closing transition obligations.
WHY WORK WITH US
We're not a big firm that treats your deal like a file number. We're in it with you.
Buying or selling a business is personal. It's usually the largest financial transaction our clients will ever be involved in, and the stakes go beyond money — it's their livelihood, their employees, their reputation. We treat every deal that way.
Because we also serve as outside general counsel for many of our clients, we often know the business, the contracts, and the operational landscape before a deal even hits the table. That context makes us faster, sharper, and better positioned to protect your interests than a firm that's meeting you for the first time at the LOI stage.
Deal Experience Across Industries
Cannabis, hospitality, professional services, retail, tech — we've closed deals across a range of industries and know where the landmines are in each.
Regulatory Navigation
In regulated industries like cannabis, a deal doesn't close when the papers are signed — it closes when the regulators approve it. We manage that entire process.
Direct Attorney Involvement
Your deal isn't getting handed off to a junior associate. You work directly with experienced counsel who knows your business and your goals.
We Close Deals
Some lawyers over-negotiate and kill deals. We're deal-makers — focused on getting you to closing on the best possible terms, not running up billable hours.